Facts:

Dily Dany Nacpil was Assistant General Manager for Finance/Administration and Comptroller of Intercontinental
Broadcasting Corporation (IBC) from 1996 until April 1997. According to Nacpil, when Emiliano Templo was sometime
in March 1997, the former told the Board of Directors that as soon as he assumes the IBC presidency, he would
terminate the services of Nacpil.

Apparently, Templo blamed Nacpil, along with two others, for the prior mismanagement of IBC. Upon his assumption
of the IBC presidency, Templo allegedly harassed, insulted, humiliated and pressured petitioner into resigning until
the latter was forced to retire. However, Templo refused to pay him his retirement benefits. Furthermore, Templo
allegedly refused to recognize Nacpil’s employment, claiming that Nacpil was not the Assistant General Manager/
Comptroller of IBC but merely usurped the powers of the Comptroller. Hence, in 1997, petitioner filed with the Labor
Arbiter a complaint for illegal dismissal and non-payment of benefits.

IBC filed for a motion to dismiss alleging that the Labor Arbiter had no jurisdiction over the case. IBC contended that
Nacpil was a corporate officer who was duly elected by the Board of Directors of IBC; hence, the case qualifies as an
intra-corporate dispute falling within the jurisdiction of the SEC. The motion was denied.

LA ruled in favor of Nacpil. NLRC dismissed the appeal of IBC. CA reversed the decision of the LA and the NLRC.

In the petition before the SC, petitioner argues that he is not a corporate officer of the IBC but an employee thereof
since he had not been elected nor appointed as Comptroller and Assistant Manager by the IBC’s Board of Directors.
He points out that he had actually been appointed by the IBC’s General Manager.

Issue: Whether the SEC or the NLRC has jurisdiction over Nacpil’s alleged illegal dismissal

Held:
There are two elements to be considered in determining whether the SEC has jurisdiction over the controversy, to
wit: (1) the status or relationship of the parties; and (2) the nature of the question that is the subject of their
controversy.

Nacpil’s argument is untenable. Even assuming that he was in fact appointed by the General Manager, such
appointment was subsequently approved by the Board of Directors of the IBC. That the position of Comptroller is
not expressly mentioned among the officers of the IBC in the By-Laws is of no moment, because the IBC’s Board of
Directors is empowered under Section 25 of the Corporation Code and under the corporation’s By-Laws to appoint
such other officers as it may deem necessary.

As Nacpil’s appointment as comptroller required the approval and formal action of the IBC’s Board of Directors to
become valid, it is clear therefore holds that Nacpil is a corporate officer whose dismissal may be the subject of a
controversy cognizable by the SEC under Section 5(c) of P.D. 902-A which includes controversies involving both
election and appointment of corporate directors, trustees, officers, and managers.


As to Nacpil’s argument that the nature of his functions is recommendatory thereby making him a mere managerial
officer, the Court has previously held that the relationship of a person to a corporation, whether as officer or
agent or employee is not determined by the nature of the services performed, but instead by the incidents of the
relationship as they actually exist.

WHEREFORE, the petition is hereby DISMISSED and the Decision of the Court of Appeals in CA-G.R. SP No.
52755 is AFFIRMED.